AMD 2000 Annual Report Download - page 298

AMD HOLDING WAFER PURCHASE AGREEMENT (as amended)
This AMD Holding Wafer Purchase Agreement (as amended, supplemented or
otherwise modified from time to time, this "Agreement") dated as of March 11,
1997 is between:
(1) Advanced Micro Devices, Inc., a corporation organized and existing
under the laws of the State of Delaware, United States of America,
with its principal place of business at One AMD Place, Sunnyvale,
California 94088, United States of America ("AMD Inc."); and
(2) AMD Saxony Holding GmbH, a Gesellschaft mit beschrunkter Haftung
organized and existing under the laws of Germany and registered in
Dresden, Germany ("AMD Holding").
RECITALS
WHEREAS, AMD Saxony Manufacturing GmbH, a Gesellschaft mit
beschrunkter Haftung organized and existing under the laws of Germany and
registered in Dresden, Germany ("AMD Saxonia"), is a wholly-owned Subsidiary
(such and other capitalized terms not otherwise defined herein having the
meaning assigned thereto in Section 1.01) of AMD Holding, which in turn is a
wholly-owned Subsidiary of AMD Inc.;
WHEREAS, AMD Inc., AMD Holding and AMD Saxonia are currently involved
in the initial planning stages of a project pursuant to which AMD Saxonia will
construct, own and operate inter alia the Plant to be located in or near
Dresden, Germany to manufacture Wafers using high-volume semiconductor wafer
fabrication processes;
WHEREAS, concurrently herewith, AMD Holding and AMD Saxonia are
entering into the AMD Saxonia Wafer Purchase Agreement (as amended, supplemented
or otherwise modified from time to time, the "AMD Saxonia Wafer Purchase
Agreement") pursuant to which AMD Holding is obtaining the exclusive right to
purchase Wafers from AMD Saxonia, and AMD Saxonia is agreeing, on such exclusive
basis, to manufacture and sell Wafers to AMD Holding, in each case on the terms
and conditions of the AMD Saxonia Wafer Purchase Agreement;
WHEREAS, on the terms and conditions of this Agreement, including the
payment terms of Article III, AMD Inc. wishes the exclusive right to purchase
such Wafers from AMD Holding as are purchased by AMD Holding from AMD Saxonia
pursuant to the AMD Saxonia Wafer Purchase Agreement, and AMD Holding is
willing, on such exclusive basis, to sell such Wafers to AMD Inc.;
WHEREAS, concurrently herewith (i) AMD Inc. and AMD Holding are
entering into the AMD Holding Research Agreement, (ii) AMD Inc., AMD Holding and
AMD Saxonia
Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001